UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant x Filed by a Party other than the Registrant ¨
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| ¨ | Preliminary Proxy Statement | |
| ¨ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | |
| ¨ | Definitive Proxy Statement | |
| x | Definitive Additional Materials | |
| ¨ | Soliciting Material Pursuant to §240.14a-12 | |
Express Scripts Holding Company
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Stockholder Meeting to Be Held on May 6, 2015.
| Meeting Information
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| Meeting Type: Annual Meeting
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| EXPRESS SCRIPTS HOLDING COMPANY |
For holders as of: March 9, 2015 | |||||
| Date: May 6, 2015 Time: 8:00 a.m., CDT | ||||||
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Location: Principal Executive Offices of the Company | ||||||
| One Express Way | ||||||
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EXPRESS SCRIPTS HOLDING COMPANY ONE EXPRESS WAY SAINT LOUIS, MO 63121 |
Saint Louis, Missouri 63121
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| You are receiving this communication because you hold shares in the company named above. | ||||||
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This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).
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| We encourage you to access and review all of the important information contained in the proxy materials before voting.
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See the reverse side of this notice to obtain proxy materials and voting instructions. | |||||
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Before You Vote | — |
How to Access the Proxy Materials
| Proxy Materials Available to VIEW or RECEIVE: | ||||||||
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NOTICE AND PROXY STATEMENT ANNUAL REPORT
How to View Online:
Have the information that is printed in the box marked by the
arrow
How to Request and Receive a PAPER or E-MAIL Copy:
If you want to receive a paper or e-mail copy of these documents and a proxy card relating to this or any future annual meeting of stockholders, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:
1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: sendmaterial@proxyvote.com
* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the
box marked by the arrow
Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 22, 2015 to facilitate timely delivery.
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(located on the following page) and visit: www.proxyvote.com.
(located on the following page) in the subject line.
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How To Vote | — |
Please Choose One of the Following Voting Methods
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Vote In Person: Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.
Vote By Internet: To vote now by
Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card. |
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(located on the following page) available and follow the instructions.
| Voting Items | ||||||||||
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The Board of Directors recommends you vote FOR each of the following nominees:
1. Election of Directors |
The Board of Directors recommends you vote FOR each of the following proposals: | |||||||||
| Nominees:
1a. Gary G. Benanav
1b. Maura C. Breen
1c. William J. DeLaney
1d. Elder Granger, MD, MG, USA (Retired)
1e. Nicholas J. LaHowchic
1f. Thomas P. Mac Mahon
1g. Frank Mergenthaler
1h. Woodrow A. Myers, Jr., MD
1i. Roderick A. Palmore
1j. George Paz
1k. William L. Roper, MD, MPH
1l. Seymour Sternberg |
2. To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accountants for 2015.
3. To approve, by non-binding vote, executive compensation.
The Board of Directors recommends you vote AGAINST each of the following proposals:
4. Stockholder proposal regarding political disclosure and accountability.
5. Stockholder proposal regarding an independent board chairman. | |||||||||
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